Conference programme

Conference Co-Chairs

Shareholder activism is becoming more frequent, sophisticated, and outcome-driven with increasing focus on strategy, capital allocation, ESG performance and board composition. This session will provide an in-depth analysis of how activism and stewardship frameworks evolution in 2026. The panel will discuss:

• The most significant activist campaigns of the past 12 months and the strategies that proved successful;
• The continued rise of global activism and the increasing role of US-based activists in European markets;
• The evolving role of institutional investors under Shareholder Rights Directive II
• What strategies can boards use to engage with shareholders actively and mitigate activism risk.
• Trends in contested director elections, say on pay notes and shareholder proposals;
• How should boards prepare for campaigns

Europe's ESG framework is entering a new phase, moving from ambitious rulemaking to real-world execution, scrutiny and in some cases, recalibration. The discussion will focus on how leading companies are embedding ESG into core governance and strategy, rather than a compliance overlay. Importantly, the conversation will move beyond reporting mechanics to value creation. The panel will examine the following topics:

• How companies are using ESG data to inform capital allocation, supply chain decisions, product strategy and M&A diligence.
• How should boards oversee and challenge management on ESG strategy under CSRD/ESRS?
• How to structure reporting lines to create defensible governance frameworks to align with CSRD/ESRS and mitigate liability risks.
• The intersection of ESG and M&A/Private Equity - focus on value creation not just risk mitigation, including how to test and validate these claims in diligence
• The growing tension between EU requirements and US disclosure regimes

This panel will discuss how boards are moving from periodic, check the box exercises to tools for accountability, renewal and defensible governance. The session will explore how boards can structure evaluations that are legally sound, outcome oriented, and aligned with evolving regulatory and investor expectations:

• Whether peer reviews and skills matrices are effective performance indicators that can be tied to strategy, risk oversight and ESG responsibilities.;
• Succession planning and the difficult issue of underperforming directors;
• Board responsibilities under the EU AI Act and General Data Protection Regulation, including governance structures for AI deployment, data ethics and cyber resilience
• When should external facilitators or counsel be used in board reviews and how does that affect privilege.
• How do board evaluations support the Board’s ability to demonstrate effective oversight of high-risk areas and improve diversity of thought, effectiveness and culture.

Whether driven by leadership change, private equity investment or exit, carve outs, financial distress, digital transformation or strategic repositioning, Boards increasingly face major strategic transitions. This panel will examine how boards can govern organisations during periods of disruption and transformation, while balancing resilience, stakeholder expectations and long-term value creation:

The panel will discuss:

• How do you manage conflicts between sponsors, boards and minority stakeholders in large-scale business transformation scenarios.
• What are the evolving governance models for new corporate entities such as the EU Inc
• How should governance structures be reconfigured during restructuring, turnaround and insolvency situations
• How can a director maintain trust and culture during periods of significant change

Geopolitical uncertainty has moved from background noise to core board-level risk, requiring more structured and defensible oversight. This panel will involve a discussion around how well academic governance theory translate into real-life decision making, including how boards move beyond high-level updates to implement repeatable governance frameworks for overseeing risks. The panel will discuss:

• How should companies structure internal reporting and escalation protocols for geopolitical developments and crisis preparedness;
• What information do boards need to evaluate risks effectively - concentration metrics, sanctions and regulatory exposure analysis and financial impact modelling, and other key information.
• What governance practices help boards demonstrate resilience and preparedness to regulators and investors;
• Whether traditional governance structures support agile decision making.

Directors are operating in an environment of heightened scrutiny and expanding liability risk, driven by more aggressive regulators, active shareholders and increasingly sophisticated plaintiffs. This panel will examine how enforcement priorities are evolving, particularly in areas such as ESG disclosures, financial reporting, sanctions compliance, cyber incidents and crisis management.

The panel will discuss:

• What are the greatest trends in director liability risk.
• How can a board govern in high-risk moments – M&A transactions, financial distress, regulatory investigations and public disclosures – all scenarios where director decisions are likely to be second guessed.
• Personal lability risks arising from cyber incidents, A1 failures and governance breakdowns – what are key considerations in D&O insurance coverage and indemnification structures.
• What constitutes a defensible board process and record in high-pressure situations.
• How do you manage parallel risks – regulatory investigation, civil litigation and reputational exposure – in real time.